Eligible Rolling Stock means Rolling Stock constituting Railcars, Chassis, trucks, trailers and tractors that:
Eligible Rolling Stock has the meaning assigned to it in Section 1.6A and excludes Eligible Parts and Tools Inventory and Eligible Equipment Inventory.
Eligible Rolling Stock means Rolling Stock of a Borrower used by a Borrower in the ordinary course of such Borrower’s business and not held for resale or subject to any lease, in each case which are acceptable to Administrative Agent in good faith based on the criteria set forth below. In general, Eligible Rolling Stock shall not include: (a) Rolling Stock that is either: (i) not in transit within the continental United States in the ordinary course of business, or (ii) not based at one of the locations in the continental United States listed on Schedule 8.2 to the Information Certificate or such other locations in the continental United States as Administrative Agent may approve in writing, (b) Rolling Stock that is not owned by a Borrower; (c) Rolling Stock that is not subject to an appraisal in accordance with the requirements of Administrative Agent, (d) Rolling Stock that is not in good order, repair, running, operational and marketable condition (ordinary wear and tear excepted), (e) Rolling Stock the ownership of which is not evidenced by a Certificate of Title that has the name of a Borrower noted thereon as the owner of it or is otherwise not properly registered in one of the States of the United States to such Borrower that is entitled to operate such Rolling Stock in the State that has issued such Certificate of Title in accordance with all applicable laws (other than any Rolling Stock the ownership of which is not required to be evidenced by a certificate of title under the laws applicable to it) and Administrative Agent has received such evidence thereof as it may reasonably require; (f) Rolling Stock that does not meet, in all material respects, all applicable material safety or regulatory standards applicable to it for the use for which it is intended or for which it is being used, (g) Rolling Stock that does not meet, in all material respects, all applicable material standards of all motor vehicle laws or other statutes and regulations established by any Governmental Authority or is subject to any licensing or similar requirement that would limit the right of Administrative Agent to sell or otherwise dispose of such Rolling Stock; (h) Rolling Stock that is not used in the business of a Borrower in the ordinary course of business; (i) worn out, obsolete or out of service Rolling Stock; (j) Rolling Stock that is not subject to the first priority, valid and perfected security interest of Administrative Agent (including that Administrative Agent shall have received e...
Examples of Eligible Rolling Stock in a sentence
The amount of Reserves established by Co-Collateral Agents pursuant to the first sentence of this Section 2.18 shall have a reasonable relationship as determined by Co-Collateral Agents in their Permitted Discretion to the event, condition or other matter that is the basis for the Reserves and shall relate to the Eligible Accounts, Eligible 90-Day Accounts or Eligible Equipment or Eligible Rolling Stock (collectively, the “Borrowing Base Collateral”).
The amount of Reserve established by Co-Collateral Agents pursuant to the first sentence of this Section 2.18 shall have a reasonable relationship as determined by Co-Collateral Agents in their Permitted Discretion to the event, condition or other matter that is the basis for the Reserve and shall relate to the Eligible Accounts or Eligible Equipment or Eligible Rolling Stock (collectively, the “Borrowing Base Collateral”).
The undersigned represents and warrants that this Borrowing Base Certificate is a true and correct statement of and that the information contained herein is true and correct in all material respects regarding, the status of Eligible Accounts, Eligible Rentals, Eligible Rolling Stock, Eligible Parts and Tools Inventory and Eligible Equipment Inventory and that the amounts reflected herein are in compliance with the provisions of the Credit Agreement and the Appendices thereto.
The amount of Reserves established by Co-Collateral Agents pursuant to the first sentence of this Section 2.18 shall have a reasonable relationship as determined by Co-Collateral Agents in their Permitted Discretion to the event, condition or other matter that is the basis for the Reserves and shall relate to the Eligible Accounts or Eligible Equipment or Eligible Rolling Stock (collectively, the “Borrowing Base Collateral”).
Any Rolling Stock that is not Eligible Rolling Stock shall nevertheless be part of the Collateral to the extent provided in the Collateral Documents (except to the extent such Rolling Stock has been the subject of a Term Collateral Release, specifically or by type or class, which has not been rescinded, as contemplated in Section 6.18(d)).
More Definitions of Eligible Rolling Stock
Eligible Rolling Stock means, as of any date of determination, Rolling Stock owned by a Borrower Party (other than a Caribbean Party) that are not excluded as ineligible by virtue of one or more of the criteria set forth below (without duplication of any Reserves established by the Administrative Agent). None of the following shall be deemed to be Eligible Rolling Stock:
Eligible Rolling Stock means, as of any date of determination, Rolling Stock owned by a Borrower Party (other than a Caribbean Party or a Canadian Subsidiary) that are not excluded as ineligible by virtue of one or more of the criteria set forth below (without duplication of any Reserves established by the Administrative Agent). None of the following shall be deemed to be Eligible Rolling Stock:
Eligible Rolling Stock means Eligible Equipment consisting of Rolling Stock that (a) meets, in all material respects, all applicable material safety or regulatory standards applicable to it for the use for which it is intended or for which it is being used; (b) the ownership of which is evidenced by a Certificate of Title that has the name of a Borrower noted thereon as the owner of it or is otherwise properly registered in one of the States of the United States to such Borrower that is entitled to operate such Rolling Stock in the state that has issued such Certificate of Title in accordance with all applicable laws (other than any Rolling Stock the ownership of which is not required to be evidenced by a Certificate of Title under the laws applicable to it) and Co-Collateral Agents have received such evidence thereof as they may reasonably require; (c) at the request of the Co-Collateral Agents, the Certificate of Title (if in paper format) with respect to any such Rolling Stock is delivered to Agent; (d) meets, in all material respects, all applicable material standards of all motor vehicle laws or other statutes and regulations established by any Governmental Authority and is not subject to any licensing or similar requirement that would limit the right of Agent to sell or otherwise dispose of such Rolling Stock; and (e) is used or usable in the ordinary course of a Borrower’s business and has not been damaged in any material respect or in an inoperable condition that continues for any period of more than sixty (60) consecutive days.
Eligible Rolling Stock means Rolling Stock owned by a Loan Party that the Administrative Agent, in its Credit Judgment, deems to be Eligible Rolling Stock. Without limiting the foregoing, no Rolling Stock shall be Eligible Rolling Stock unless it (a) is subject to the Administrative Agent’s duly perfected, first priority Lien and no other Lien except for (i) Permitted Liens that are subordinate to the Administrative Agent’s Lien, (ii) Liens for Taxes not yet due and payable, and (iii) statutory Liens securing amounts not yet due and payable in respect of repairs; (b) conforms in all material respects with the covenants and representations herein and in the Security Agreement; (c) is in good working order, condition and repair (ordinary wear and tear excepted); (d) is used or usable in the ordinary course of business of a Loan Party; (e) is located in the continental United States; (f) satisfies in all material respects all Applicable Law with respect to such Rolling Stock; (g) is not subject to any licensing or similar requirement that would limit the right of the Administrative Agent to sell or otherwise dispose of such Rolling Stock; (h) is insured in accordance with the requirements of this Agreement; (i) in the case of a truck, tractor, trailer or other motor vehicle used on the highways or in interstate commerce, (i) is evidenced by a certificate of title in the name of a Loan Party and in the possession of the Administrative Agent, (ii) is properly registered in the name of a Loan Party in one of the states of the United States, and (iii) the Administrative Agent’s Lien is noted on the certificate of title therefor; and (j) in the case of a railcar or locomotive used in interstate commerce, (i) is properly registered in the name of a Loan Party with the Association of American Railroads, (ii) is covered by a reporting xxxx issued by the Association of American Railroads and provided to the Administrative Agent, and (iii) the Administrative Agent’s Lien thereon is on file with the Surface Transportation Board of the U.S. Department of Transportation.
Eligible Rolling Stock means Eligible Equipment consisting of Rolling Stock that (a) the ownership of which is evidenced by a Certificate of Title that has the name of a Borrower noted thereon as the owner of it or is otherwise properly registered in one of the States or territories of the United States to such Borrower that is entitled to operate such Rolling Stock in the state or territory that has issued such Certificate of Title in accordance with all applicable laws (other than any Rolling Stock the ownership of which is not required to be evidenced by a Certificate of Title under the laws applicable to it) and Agent has received such evidence thereof as it may reasonably require; (b) the name of the Agent is noted on the Certificate of Title as lienholder (or Agent shall have received evidence, reasonably satisfactory to it, that Agent has a first priority, valid and perfected security interest in such Rolling Stock, except as to priority, subject to liens permitted under Section 9.8(b), (c) and (l) hereof); (c) meets, in all material respects, all applicable material safety and other standards of all motor vehicle laws or other statutes and regulations established by any Governmental Authority and is not subject to any licensing or similar requirement that would limit the right of Agent to sell or otherwise dispose of such Rolling Stock; and (d) is used or usable in the ordinary course of a Borrower’s business and has not been damaged in any material respect and is in operable condition.
Eligible Rolling Stock means Eligible Equipment consisting of Rolling Stock that (a) meets, in all material respects, all applicable material safety or regulatory standards applicable to it for the use for which it is intended or for which it is being used; (b) the ownership of which is evidenced by a Certificate of Title that has the name of a Borrower noted thereon as the owner of it and is otherwise properly registered (with all registration fees paid) in one of the states of the United States to such Borrower that is entitled to operate such Rolling Stock in the state that has issued such Certificate of Title in accordance with all applicable laws (other than any Rolling Stock the ownership of which is not required to be evidenced by a Certificate of Title under the laws applicable to it) and the Administrative Agent have received such evidence thereof as it may require; (c) at the request of the Administrative Agent, the Certificate of Title (if in paper format) with respect to any such Rolling Stock is delivered to the Administrative Agent; (d) meets, in all material respects, all applicable material standards of all motor vehicle laws or other statutes and regulations established by any Governmental Authority and is not subject to any licensing or similar requirement that would limit the right of the Administrative Agent to sell or otherwise dispose of such Rolling Stock; (e) is used or usable in the ordinary course of a Borrower’s business and has not been damaged in any material respect or in an inoperable condition that continues for any period of more than thirty (30) consecutive days; and (f) is insured in accordance with the requirements of this Agreement.
Eligible Rolling Stock means Rolling Stock constituting Railcars, Chassis, trucks, trailers and tractors that (i) are owned by any of the U.S. Borrowers, (ii) in the case of Rolling Stock other than Railcars, is either subject to a valid certificate of title (other than with respect to trailers that are registered or located in a State that does not provide that a “certificate of title” is an evidence of ownership of trailers registered or located in such State), or if not so subject, has been fully assembled and delivered to a U.S. Borrower and, in each case, is subject to a manufacturer’s statement of origin that has been delivered to the applicable titling authority to promptly cause such Rolling Stock to become titled and Agent’s Lien (subject to Section 6.17(b)) has been indicated on such “certificate of title”, (iii) in the case of Railcars, the applicable U.S. Borrower has executed and delivered to Agent such Memorandum of Security Agreements as Agent may request and recorded such Memorandum of Security Agreements with the Surface Transportation Board and taken such other action as Co-Collateral Agents may reasonably request to perfect Agent’s first priority Liens and security interests in such Railcars, (iv) are in good operating condition, are not unmerchantable (other than in connection with Agent’s Liens), are not out for repair, meet in all material respects all standards imposed by any Governmental Authority having regulatory authority over such Rolling Stock, are usable and in good working order, (v) are not located outside the continental United States and Canada, including in connection with any “over the road use” or “over the rail use”, (vi) (a) other than with respect to Railcars, are not subject to any lease or other similar arrangement (or if subject to a lease or other similar arrangement, such arrangement is reasonably satisfactory to Co-Collateral Agents and is subject to an acknowledgment of Agent’s Liens and, if applicable, Collateral Access Agreements) and (b) with respect to Railcars, are not subject to any lease, contract or arrangement for hire other than in connection with participation in the Interchange System through Brandon Railroad LLC’s (or any successor railroad acceptable to Agent in its Permitted Discretion under whose marks the Railcars operate) status as “Subscriber” under the Interchange System and which participation is managed by Greenbrier Leasing Company LLC (or its successor or assign) in accordance with the terms of the Administra...